Keeping My Scholarships

I twisted a strand of my long, neon red hair through my fingers as I waited for class to end. The curl bounced back into place as I released it. The professor droned on and on about economics and our upcoming final, but all I could think about was the minute hand ticking by slowly. I crossed my legs and tugged at my short red leather skirt, attempting to hide the fact that I wasn't wearing any panties. My patent leather black wedges hung off the edge of my toes. A recent pedicure had left the skin smooth and my toe nails matched my fingernails, a deep share of shimmery blue that matched my eyes.

The overweight jock sitting next to me brushed my arm and stared down the deep v-neck of my black halter top. Like my cleanly waxed pussy, my tits weren't confined by undergarments. I heard him grunt and shift in his seat as he caught a glimpse of my hard nipple. He leaned across my shoulder and tried to get my attention. I tightly crossed my arms across my chest, pushing my breast to the brink as they tried to escape. He muttered a "hey baby," but I ignored him and focused back on the clock. Class had ended two minutes ago, but the professor was still talking. Nervously, I tapped my pen on my paper.

She glanced at the clock as another student alerted her to the time and then she reluctantly dismissed us. I grabbed my things and stood up quickly giving the horny jock a good glimpse of my ass as my skirt rode up. I shimmied it back down over my thighs and darted down the stairs. Professor Edwards's office hours ended promptly at 4:00 and it was 3:59. I knew he had little patience for students arriving late.

My long, strong tan legs moved quickly as I rushed across the campus. It was nearly May and the weather was perfect. I could lie in the grass for hours as I baked in the heat of the Ivy League sunshine. I glanced at my watch as I pulled the door open and rushed inside the building and ran up the stairs to his office. 4:01. I was one minute late.

"Professor Edwards," I said breathlessly as I pushed opened the heavy wood door and leaned into his office. My breasts nearly spilled out of my tight halter top as I leaned in.

"Office hours are over," the young professor said briskly as he barely glanced up from the stack of tests he was grading. I was certain my miserable attempt was somewhere deep in that stack. His biceps tensed as he scribbled his notes on the test he was scrutinizing over.

"Please," I whispered. My voice trembled as tears threatened to flow from my eyes. I was beyond desperate. If I didn't get at least a C on this test, I'd be losing my scholarships and my dream of graduating from Yale would die. A dream I'd held since I was barely 7 was slipping through my fingers. I knew I should have studied harder and longer. Professor Edwards was notoriously hard on his freshman statistics class and I'd fallen victim to the typical freshman activities - parties, drinking and a roommate who was only accepted to Yale because Mommy and Daddy wrote big checks. I was there on academic and need-based scholarships. I needed to pass this class with a solid B and I'd been on track until Monday's final.

I'd stayed up drinking and watching movies with my roommate the night before. I'd slept past my alarm and nearly missed the 8:15 start time of the final. As a result, I'd fumbled my way through the questions. There was no way my efforts would earn me a C. I'd be lucky to get a D. Hopefully, my double Ds could solve that problem.

"Sorry, Miss," he paused and looked up. I felt his eyes drift to the deep v of my halter top and linger over the roundness of my breasts before dropping to my exposed midriff and then down to my legs. I shifted my weight to the right and stepped my legs apart slightly. I rocked back and forth on the height of the heels my roommate had leant me. In fact, the entire outfit was borrowed. Tight halter tops and short shirts didn't exist in my wardrobe. My cheeks flushed as I felt his eyes move up and down my body.

Professor Edwards was fairly young for a Yale professor, maybe 30. His hair was unkempt, loose and light brown. His deep, ocean blue eyes always seemed to be lusting for something, young freshman girls was my guess - my hope.

"Kate Young," I offered my name. "I just need five minutes."

"Five minutes for what, Kate?"

I had my chance, I thought. I had a brief moment of panic followed by hesitation. But his eyes drinking me in ignited my pussy. I felt the wetness threaten to run down my thighs as he licked his lips absentmindedly.

"To fuck you," I said bluntly while trying to sound confident and sexy, which was no easy task. Even I was taken aback by how quickly I'd thrown out the words. I was shaking and I was terrified. This is not something I normally do. It wasn't even my idea. My roommate Shannon had suggested it. She knew my virginity would entice any red-blooded man. And she'd insisted my massive tits and tight body would be impossible to turn down. When she'd pitched the idea, I'd reminded her that I'd never even seen a cock, much less touched one. Her face had lit up as she promised me to impart all her wisdom on me. Just yesterday, she'd taught me how to touch and hold a cock using the bananas in our apartment.

But, now standing in front of him, I was terrified. I knew this was my one and only shot and I didn't want to blow it. No need to beat around the bush - unless it was his cock - so I dove straight into my proposition. "I bombed the final and if I don't get a C, I'll lose my scholarship. I thought maybe I could earn my grade another way?"

I nervously twisted my hair in my hands and shifted my weight from foot to foot, swaying to my own rhythm. My breasts jiggled as I gently rocked. Professor Edwards cleared his throat and pushed his chair back from the desk.

"What you are offering is highly unethical, immoral and wrong. You little sluts always think your young tight pussies will tease our cocks and tempt us in to changing your grades," he laughed. "Look at you, so desperate for a grade you'd fuck a teacher."

His voice was hard and his tone harsh. But, his eyes told a different story. They were transfixed on my body.

"Oh," I said and took a step back. This wasn't going as planned. Tears stung my eyes as my brazenness was replaced by humiliation. "Ok then, thank you Professor Edwards. I'm sorry I wasted your time sir."

"Stop, I didn't say you were wrong," he said with a chuckle. He quickly flipped through the pages and found my test. A grade was already written at the top, but his hand covered it. "Before I accept your offer, I'd like to see your qualifications first hand if I may. And, this will take more than five minutes."

"Please," I said. My voice and eyes pleading with him. I had one chance to prove I was somehow worthy of a "fuck for a grade," as the girls on campus called it.

Professor Edwards stepped around to the front of his desk and leaned against the edge. I could see the outline of his cock straining inside his khaki shorts. I smiled shyly. He looked massive. Way bigger than the banana I'd sucked this morning while Shannon coached and watched.

"Professor Edwards," I said in my best Marilyn Monroe voice. As I looked him up and down I smiled, he wasn't a terrible option for my first time. His blue eyes seemed to approve of me as they looked me over again. "Your cock looks huge."

"Don't patronize me, I'm well aware of how delicious my cock looks to pretty young girls. I'm more interested in finding out what's under your skirt, if you can call it that."

Professor Edwards quickly moved towards me and slid his hands up the back of my thigh and under my skirt. I stood completely still as his hands found my bare ass. I heard him sigh deeply. He squeezed my cheeks hard. I stepped my legs even further apart, allowing cum to leak down my legs. Shannon had insisted it would be better to go without panties and she'd been right. His face lit up.

"Surprise," I whispered, my voice and nerves slowly calming as his rough touch relaxed me. I'd never been touched there by a man, no one else had been near my pussy, much less inside me.

The professor's hand moved quickly and gently from my ass to my pussy, just barely grazing the surface. The light touch tickled and sent a shiver up my spine. I'd never before felt this horny.

"I'm starving," he announced as he dropped to his knees in front of me. I giggled nervously as his stubble brushed my inner thing. I'd heard about men who loved to eat pussy, but I'd never even dreamed how good it would feel. I'd always thought the idea was gross, but as his hot breath teased my lips, I closed my eyes and waited. My pussy pulsed in anticipation.

I'd been anticipating this all day and I'd been afraid my wetness would show through my skirt or run down my legs every time I'd thought of what I was planning to do.

Before I realized what was happening, he buried his tongue deep inside my cunt and flicked it up the length of my slit. He found my clit and engulfed it with his hot, wet tongue, sucking hard. The engorged nun throbbed in his mouth.

As his mouth teased my clit I knew my first orgasm was coming soon. His teeth just barely grazed my hard little nub and my body shuddered around him. He reached his free hand around and grabbed my ass, keeping me from losing my balance as I lost control. He didn't relent as my pussy tightened with my first orgasm. This was far more intense than the pleasure I was able to bring on myself. My whole body shuddered as my pussy twitched and tightened in waves.

"Atta girl," he whispered as he slowly worked one finger, then two and then three into my tight cunt. He continued sucking as he fucked me with his hand. A second orgasm quickly ripped through me and my knees gave out as I sank into his hand. My cunt pulsed in my professor's mouth and hand. His mouth released me and he slowly pulled his fingers away. My knees shook as he steadied me.

"You cum quickly," he mused as he licked his fingers.

"I'm a virgin," I blurted out and ducked my head to hide my embarrassment. "No one has ever done that to me before."

My cheeks flushed red and my body was on fire. I'd never felt passion like this before and I was hungry for more. I wanted - no, I needed - his cock inside me. Now.

"Virgin?" He asked, shocked. "You want me to take your virginity in exchange for a C?"

His question made the whole situation sound absurd. But, in that moment I wanted his member more than I wanted to pass his class. It was a strange feeling. My heart was racing and it felt like all my blood was rushing to my virgin cunt. My hole was empty and I needed it filled. Suddenly my grade no longer mattered, just the pure, raw hunger radiating from my most sensitive area.

"No," I said. All my nerves had faded. My orgasm had emboldened me and I was no longer feeling like the humiliated student asking for a better grade. I was a strong, sexy woman seducing an older man. Or at least, that's what I told myself.

"I want you to fuck me because I need to feel your cock inside me. I need you to take me and make me a woman. Please Professor Edwards."

He stepped back and stared at me. I noticed the hairs on his face were still wet with my cum. I reached behind my neck and untied the thin straps holding up my halter top and let them fall. My breasts spilled free. My nipples were as hard as his cock. Then, slowly, I fingered the button of my skirt to loosen it and pulled down my zipper. Slowly, intentionally, I shimmied the skirt down my hips. I stepped out of it and stood in front of him. I steeped out of my heels and looked up at him. Biting my lower lip, my eyes pleaded with him.

His mouth hung open hungrily as he took everything in. I'd waxed my pussy yesterday in anticipation of today and the alien feeling of a bare cunt thrilled me - and him apparently. I took a step closer to him, my bare breasts grazed the buttons of his shirt.

"Please, Professor Edwards," I whispered as I looked up to him. I reached for his hands and grabbed them, placing them on my tits. "Will you fuck me? Fuck my virgin pussy."

Even I was surprised by my brazenness. Who is this girl? I'd always been shy and I'd never embraced my sexuality. Even when I masturbated, I'd get straight to business and release the pressure without any thought. High school boyfriends had tried, but they'd never made it past my first base. I was the school prude then, but now, I was standing naked in front of an older man, my cunt dripping, begging him to take me.

Without another second of hesitation, he wrapped him arms around me and lifted me off the ground. He spun me around and set me on his desk. As he quickly undid his pants and slipped out his cock, I slid back off the desk and dropped to my knees in front of him. Professor Edwards grabbed my head and pulled my lips to his cock. I opened widely and eagerly took his dick into my mouth.

Just as Shannon had taught me, I slowly worked my tongue over the length of his cock - at least nine inches. She'd taken painstaking slow and patient effort to teach me how to relax my throat completely to allow a dick to slide down. I'd gagged at least twenty times before I figured it out. But, now with his dick in my mouth, I quickly relaxed and allowed him to fully enter me. The tip hit my throat and I was so proud I didn't gag that I pushed him even deeper. The professor groaned loudly and he started pumping in and out of my mouth.

My hands found his balls and I pulled at them gently, just as Shannon had taught me. She'd warned me what happens when a man orgasms and as I felt his member throb in my mouth, I knew it wouldn't be long. So, I started sucking harder and pumped my hands up and down his shaft. She'd told me all men taste differently, but most cum was sticky and salty - some could be sweet, but most was almost bitter. She'd told me to ignore the taste and swallow it down like a good girl. "Men love that," she'd said with a giggle.

As his cum filled my mouth, I was pleasantly surprised. It tasted sweet and felt like pudding in my mouth. I sucked every last drop out and his cock pulsed into my mouth. As he withdrew, I licked it clean and smiled up at him, swallowing every drop. He looked pleased with my work.

"Please fuck me now," I asked. My cunt was on fire.

He laughed and said, "Give me a minute." I caught the hint and took his cock into my hand and started slowly waking it back up. My hand jerked up and down his length. I guided him back to his chair and sat him down. His dick was slowly coming back to life in my hands. I marveled at the size as it grew. I kept working his cock and admiring its size. My pussy was getting wetter and wetter as it grew. My clit throbbed, begging for release.

"Ok, slow down," he said and put his hands on my hips. He gripped me with his strong hands and pulled me closer. I stepped between his legs and gently climbed into his lap. As I positioned myself over him, he took my tits in his hands and squeezed. His fingers pinched and pulled my nipples sending shockwaves down my entire body. The tip of his cock teased my opening and I started grinding my hips. His prick rubbed my lips.

This was the part Shannon had not prepared me for. She'd offered to teach me how to ride a cock with her vibrator, but I'd been too scared to try. I'd sensed she'd been disappointed.

Professor Edwards took my nipple into his mouth and started sucking. His tongue toying with my nipple just like it had done with my clit. His hands worked down my side to my hips and under my ass. He carefully lifted me up and I reached down to find his cock.

"Do you have a condom?" I asked as the tip pushed into my hole. "I'm not on birth control."

He grunted quietly and reached behind me, my legs shook as I struggled to hold myself above him. He pulled a rubber from his desk draw and shifted beneath me as he slipped it on. Satisfied that he was safely sheathed, I nestled my pussy over his throbbing member. I reached between my legs and spread my lips. He grasped his cock and guided it to my open and ready hole. The tip pushed past my entrance and I started to slide down.

Slowly, his cock pushed my pussy open and stretched me wide open. A sharp pain ripped through me and I bit my lip as he pushed past my virginity. I tipped my head back and closed my eyes, my hair tickled my back. He took his time, inching in slowly until he'd broken through. Once the pain subsided, I focused on the fullness that I now felt. His cock was not only long, but it was wide and it stretch me to the brink. Now, with him fully inside me, he stopped and held steady. My cunt was throbbing in pain and in pure pleasure. It was like nothing I'd ever felt before.

"Are you ok?" He whispered. His hands massaged my back. A tear had managed to escape my eyes and he kissed my cheek softly, wiping it away with his lips. He moment of tenderness eased the pain.

I sighed, "Yes, Professor, you feel so good inside me."

He looked at me one last time and his hands returned to my hips. They dug into my skin and he started guiding me into a slow, urgent rhythm.

"Please Professor," I said, my voice raspy. "Please, please."

He didn't waste another minute. He lifted me up and then guided me back down. I picked up the pace and started to bounce on his lap. My tits jolted with each movement. Each time I landed, my clit was teased. I knew speed and pressure were what would get the job done. So, I picked up the pace and stared riding him hard and fast. His hips lifted and he matched my pace with his thrusts.

I opened my eyes and looked down at his face. His eyes opened, feeling my gaze, and he smiled. I'd never noticed how handsome he really was. As a shy, average student, I always sat in the back of the class. I rarely even looked at him. But, now in the throws of losing my virginity, I saw his strong jawline and the sharp edges of his nose. His full lips taunted me. Without thinking, I lowered my mouth to his and traced my tongue over his lip. His urgency met mine and he thrust his tongue into my mouth. His kiss was deep and slow and as it intensified, I slowed my grinding on his lap. His hands started massaging my ass and moved up and down my back.

The ferocity of our fucking slowed to a passionate pace. His intense thrusts became longer and deeper. His cock teased my cervix as he thrust deeper and deeper into my wet pussy. I rocked my hips back and forth slowly, my clit rubbing melodically over his pelvis. All nine inches were inside me and I felt my pussy tense around his cock. I knew my orgasm was coming. Just as I was ready to lose myself completely, his cock throbbed inside me. I clenched around him, pulling him deeper into me.

My orgasm rose and engulfed me. We locked eyes as my mouth flew open and a scream of pure unadulterated pleasure ripped through me. His eyes held their gaze on mine and I watched as his face twisted as his passion exploded inside me.

As I collapsed on top of him, his arms wrapped around me and held me tight. I slipped my arms around him and held him back.

His lips gently kissed my neck and his hands rubbed my back.

"Wow," I said. My chest felt heavy as my heart pounded in my chest. My breasts rose and fell as my breath slowed to a normal pace.

Very slowly, he lifted me off of him and helped me to my feet. My knees shook. I'd never before cum as intensely as I just had. My thighs were tinged red with the blood of my lost innocence. He handed me a tissue and I wiped my thighs clean. His eyes never left my body. It was covered in sweat and still trembling.

"Wow is right," he said as he tucked his dick back into his pants. "Kate Young, you lived up to your promise."

"Thank you Professor," I smiled. I let my hand drift down to my pussy. I touched it softly, expecting it to feel different. It was warm and wet. "Thank you for making me a woman."